Foreign individuals and foreign companies can easily register their legal, commercial presence in Vietnam in the form of a Single-Member Limited-Liability Company (Single-Member LLC) or a Multi-Member Limited-Liability Company (Multi-Member LLC) or a Joint-Stock Company (JSC), or a Representative Office.
Depending on the percentage of shares owned by foreign investors in a company, it will be classified as a Wholly Foreign Owned Company (WFOC) or a Joint-Venture Company (JVC). Unlike a WFOC which one or more foreign shareholders wholly own, a JVC is owned by local and foreign shareholders regardless of the percentage of shares held by the foreign shareholders.
VIETNAM COMPANY REGISTRATION: TYPES OF LEGAL ENTITIES AVAILABLE FOR FOREIGN INVESTORS
Single-Member LLC and Multi-Member LLC
LLC is the most preferred choice of foreign investors because of its simple shareholder and management structure, especially for small and medium enterprises (SMEs). Unlike JSC, LLC is not allowed to make an IPO but it can be converted into JSC easily.
Joint-Stock Company (JSC)
As opposed to LLC, a JSC must have a least three founding shareholders, and shares are flexibly transferable. A JSC can have its shares listed on the stock exchange if it meets the listing requirements as set out by law. JSC is highly recommended for medium and large-sized businesses that aim to make an initial public offering (IPO) to raise capital from the stock exchange.
Representative Office (RO)
For foreign companies that are new to the Vietnam market and want to set up an office in Vietnam to conduct liaison work, market research, or promote their business and investment opportunities. Foreign companies incorporated and operating for at least one year, as evidenced by audited financial statements of the most recent fiscal year or written certification by tax agencies, are eligible for opening an RO in Vietnam.
Find out more about Setting up an RO in Vietnam
This is the least common type of foreign direct investment and is only permitted in a few sectors (e.g., banking and legal services). A branch is not a separate legal entity but a dependent unit of a foreign entity. Unlike an RO, a branch can conduct revenue-generating activities in Vietnam.
HOW TO REGISTER A FOREIGN-OWNED COMPANY IN VIETNAM
It will make foreign investors less than 30 days to fully set up a business in Vietnam, regardless of their selected type of company. They must follow the step-by-step process as follows:
Step 1: Applying for an Investment Registration Certificate (IRC) from the provincial Department of Planning and Investment (DPI) or the State agency of similar authority. It usually takes 2 – 3 weeks.
Step 2: Upon the availability of an IRC, apply for an Enterprise Registration Certificate (ERC) which is similar to a certificate of incorporation in many jurisdictions. It usually takes one week.
Step 3: Once the ERC is issued, specific post-licensing tasks must be conducted in time, such as company seal making, initial tax registration, bank account opening, etc.
Vietnam Company Formation
3-week Incorporation Service
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- This Package will include:
- Vietnam Company Formation
- Investment Registration Certificate
- Enterprise Registration Certificate
- Company Names Availability Check
- Charter/ Memorandum and Articles of Association
- Share Certificates
- Company Stamp
- Initial Tax Registration
- Bank Account Opening Support
- Virtual Office Service
Note: Only apply to business activities opened for foreign investment.Incorporate A New Company Now
Business Maintenance in Vietnam
Bookkeeping & Accounting
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- Preparation of periodical tax returns
- Preparation of periodical tax returns (Unaudited)
- Tax computation and filing support
- Payroll services
- Social insurance-related services
- Vietnam nominee directors/ shareholders
- Corporate management consulting
- IP & Trademark registration
- Vietnam work permit/ Vietnam visa
- Business-in-Vietnam support services
- Post-Vietnam company registration consultancy
Years of Experience
Our LTS LAW team comprises seasoned corporate service lawyers and professionals with many years of experience. LTS LAW continuously strives to supply cutting-edge corporate & business services to our clients at the most competitive prices, from Vietnam company formation to legal consulting, company secretarial, bookkeeping, tax reporting, accounting, auditing, and management consulting services. We are confident in developing your business in Vietnam. Just Order, We Do The Rest For You.
LTS Law Firm helped us to establish our company through FDI. They have been extremely easy to communicate with and flexible. The set-up was done in 3 weeks as discussed and the process was smooth and fast. Highly recommended and will continue to use their services in the future.
For those starting up their business, without a doubt LTS LAW is a great partner for that. They are reliable, helpful, informative and efficient in many ways. Worry nothing for they will provide anything you needed. Highly Recommended!
Simon and his team have been very supportive and go the extra mile to facilitate setting up a company and myself entering Vietnam during border closure. If you’re looking for a client-focused lawyer and responsive team, LTS is your company.
Mr. Simon, Ms. Dora and the whole team at LTS have helped steered me and my business partner through the complex procedures needed to set up a business in Vietnam. Throughout they’ve been professional, straight-forward and easy to deal with. We got the business approved in record time – as they were able to foresee any mistakes that might hold up the process and set it back. They’ve been upfront about what’s possible and have helped manage my expectations when necessary. I’m really happy to have been introduced to them and hope to work with them for the remainder of my business project in Vietnam.
Simon and his team have been very supportive and go the extra mile to facilitate setting up a company and myself entering Vietnam during border closure. If you’re looking for a client-focused lawyer and responsive team, LTS is your company.
It’s a pleasant collaboration journey with LTS LAW. Their professional legal service has greatly helped us in establishing our Vietnam branch. I would recommend their service to anyone
The company staffs are knowledgeable, helpful and responsive to my enquiries and in solving my companies accounting issues. Strong recommendation for one stop services for companies setuping office in Vietnam.
Mr. Simon Le and the team at LTS have been a pleasure to work with. They were instrumental in helping us set up our company in Vietnam, and make sure we stayed in compliance with all of the local regulations. They have great communication and are always professional.
I have found the LTS team to be knowledgeable, attentive and extremely responsive, whilst maintaining a high degree of professionalism in all of our interactions. I would not hesitate to recommend their services.
Trusted firm to open company account in Vetinam, very responsive and always there to help. Highly recommend for foreign company to open business in Vietnam!
Luật sư Tấn Sinh và Công ty Luật LTS LAW đã cung cấp sự hỗ trợ, tư vấn pháp lý cho Công ty Thiên Ngọc Yến trong hơn 5 năm qua. Tôi sẵn sàng giới thiệu dịch vụ tư vấn pháp lý thường xuyên của LTS LAW cho bạn, bè đối tác nếu họ có nhu cầu.
Công ty chúng tôi rất hài lòng về dịch vụ chuyên nghiệp của LTS Law Firm trong thời gian qua, mong rằng trong tương lai LTS Law Firm sẽ tiếp tục đồng hành cùng công ty chúng tôi. Chúng tôi luôn sẵn sàng giới thiệu dịch vụ của LTS Law Firm cho ban bè, đối tác. Chúc LTS Law Firm ngày càng phát triển.
Attorney Sinh Le & his colleagues are helpful and responsive to all questions and concerns. Having been cooperating with LTS a couple of occasions, I always find it a pleasant experience!
LTS LAW FIRM thật sự phục vụ rất tốt , kỹ lưỡng, giá cả phải chăng và rất chuyên nghiệp có thể giải quyết dứt điểm vấn đề cho chúng tôi. Chúng tôi đã tìm nhiều chỗ dịch vụ khác và không chỗ nào phục vụ hỗ trợ tốt như chỗ này, hỗ trợ và giúp đỡ rất nhiệt tình, giải đáp tất cả những thắc mắc của khách hàng. Nếu có 10s chúng tôi cũng sẽ cho 10s, sẽ tiếp tục ủng hộ lâu dài.
I knew Simon through coincidental. He’s no doubt truly responsive and a quick reply answered all doubt. I am 20 years in Vietnam restructuring lose to profit industries as CEO certainly I was in fear if unable to perform but if we don’t try we never know. My experience that Vn is not easy but not impossible and Simon and team never stop pacing in truth and certainly all endeavours pays off be it small or larger it must be our own mindset ting and collaboration with Simon not just lip servicing is a partner worth trying out and you will never regret.
I used LTS law firm services to register my 100% foreign owned company in Vietnam. The person in charge of the registration process was Mr. Simon. I enjoyed a very professional service by him and the firm. Reasonable pricing , Responsive and Knowledgeable staff, Relatively short processing time and No hidden fees, help with opening business bank account and providing accounting services for individuals are some of the good things I experienced working with Simon and its law firm. I definitely recommend LTS law firm to foreigners who wish to have a legal business entity in Vietnam. He was very helpful even after the work had been finished and always available for any questions via zalo or email. My company name has been legally registered with Vietnam government as VIETNAM QUALITY TRADE LLC. and easily searchable on the web.
LTS Law Firm is highly professional and very efficient, providing high quality services at very economical fee. I would like to thank them, specially Mr. Tony Nguyen, for getting my company registered in just about 30 days without me physically traveling to Vietnam. They also helped me in getting the necessary entry permit and visa during the difficult times of Covid-19 pandemic.
I can highly recommend LTS. Simon and the team supported me in establishing my company in HCMC in 2020 through offering straightforward, practical advice, and helping me to navigate the legal complexities of doing business in Vietnam. Throughout the time I have been using their services, they have always delivered a solution-focussed approach, and explained legal compliance in plain and easy to understand terms. This has made my life considerably easier.
Thank you LTS Law for advising and helping us with the establishment of Oplex LLC in Vietnam. It has been a great journey in the past few months for us to work with your team, particularly with Tony Nguyen, on the registration process. During this process, your team not only brought important insight but also provided valuable input to us and this allowed us to level up our understanding of the regulatory environment in Vietnam and be more agile in this new environment. We are inspired by your team ability to formulate potential solutions quickly and navigate the most intense discussions with grace. We’re delighted to endorse the exceptional service from LTS.
Many thanks to everyone in LTS Law especially Simon and his team. You have provided excellent service support and advice in the area of foreign entity incorporation. This has made the whole incorporation process very smoothly. I strongly recommend engaging LTS Law firm.
Most of my legal matters handled by LTS is done with utmost professionalism and great successes.
Thank you for helping us with all our work in Vietnam. Services used 1- Incorporation of LLC 2- All Legal work.
The company works with a high sense of responsibility. The work is carried out by experienced and enthusiastic professionals.
I cannot thank LTS enough for the clear help with my company. They are all professional and delicate with their job. Highly recommend them.
Très heureux du service donné par LTS Que ça soit le boss ou ses employés Je recommande LTS autour de moi
The legal services of LTS LAW were very helpful, solved all the issues I had and gave me a good insight on what I needed to do next.
I am so glad that LTS Law Firm helped me with my investment plan. They were able to take care of needs that I did not even know I had. Especially, Ms. Dora Tran was there and being professional in every step of the process. Highly recommend LTS ‘s service for anyone seeking legal counsel.
We’re so lucky when working with LTS LAW. They have a great team, with strong knowledge and so much service to help clients and investors. We are sure that we also will choose their professional service in the future.
I had few chances working with LTS Law Firm. I see LTS is among best law firm in town, providing dedicated services with competitive prices. LTS do have knowledgeable and well trained staff. I would recommend my clients and friends working with the firm. Thanks! .
DTLAW đánh giá cao sự hợp tác với LTS LAW trong thời gian qua. Tôi rất mong được cộng tác với Luật sư Sinh và các cộng sự LTS LAW trong thời gian sắp tới.
Ask for Dora, she’s the most helpful and professional, provide accurate answer, masterpiece of the company.
Additional one-off services you may be interested in
(Applicable in Ho Chi Minh City only; for other provinces/ cities, the prices may be slightly adjusted)
Initial Tax Registration
Bank Account Opening Support
None of your physical presence at the bank is required.
Vietnam Work Permit Exemption
Approval Letter for Vietnam Investment Visa/ Working Visa
Temporary Residence Cards (TRCs)
The filing fee for company registration
30cm x 40cm (Only free of charge when using virtual office service for 12 months)
Digital Signature Token – 3 years
A USB-shaped device used to sign transaction documents digitally.
The expense for electronic VAT invoices
300 pieces – This package is the smallest already
Set up a company in Vietnam? Here’s the only Vietnam company formation guide you’ll ever need.
We will help you apply for an Investment Registration Certificate (IRC) and an Enterprise Registration Certificate (ERC) and once they have all been issued, your Vietnamese company will be operational.
At first, you will send us a scanned copy of passports and other details on a director and shareholders, capital amount, company names, business activities, and company address. Before preparing all draft application documents, we will check if your proposed company names and business activities are available.
We will have the draft application documents sent to you via email. You will have them printed out, signed and returned to us together with other documents prepared by you (notarized copies of passports, proof of funds, and proof of company address).
We will check and establish an application file before filing it to a relevant Department of Planning and Investment (a local government agency of a city/ province that registers Vietnamese companies).
It is a legal document that every Vietnam company must have. It states all the particulars of your Vietnam company. It is issued by a provincial Department of Planning and Industry (DPI) without a set validity period.
Yes, of course. All Vietnamese companies must have a local registered address. If you don’t have one already, use our virtual address service. We will help you handle your incoming letters and scan and store them in your LTS LAW account so you have easy access to all your documents.
It is a legal document that every foreigner or foreign company must obtain when they want to incorporate a new company in Vietnam. Its term of validity is usually less than 50 years and can be renewed upon its expiry, except for certain exceptional cases where the term could be up to 70 years.
You are not required to apply for an Investment Registration Certificate (IRC) if you acquire shares/ owners’ equity in an existing Vietnam company. In such a case, you must obtain a prior written approval for such acquisition from the local Department of Planning and Investment (DPI).
Once all the applications and supporting documents are ready and in order on our end, it usually takes us about three weeks in total to set up a Vietnam company.
The breakdown of the timelimit is as follows: the first two weeks for obtaining an Investment Registration Certificate (IRC) and another one week to get an Enterprise Registration Certificate (ERC).
The sooner you provide us with the required details and documents, the sooner you will be able to form a company in Vietnam.
The starting point of the timelimit much depends on the availability of the details and documents to be provided by you.
Vietnam Company Formation Services
There is no requirement on the minimum amount of capital to set up a company in Vietnam, except for certain business activities requiring legal capital.
We will advise you about the minimum capital on a case-by-case basis. If you want to decrease or increase the capital amount in the future, LTS LAW will notify you if so required.
No, it is not, except for certain business activities requiring a certain percentage of local ownership in Vietnam companies.
No. You don’t need to have any local director to form a company in Vietnam.
Not at all! You can remotely handle Vietnam company incorporation by hiring LTS LAW for the purpose. All you have to do is provide us with all company details and documents in hard copy as so advised by LTS LAW.
Yes, of course. To receive your capital contribution, your Vietnam company must open a “foreign direct investment account” at a bank licensed to operate in Vietnam. It also must open a VND current account as well.
Engaging LTS LAW to incorporate a company in Vietnam will get you dedicated support (24/7) from qualified lawyers and professionals assigned to you. Our seasoned staff will help you handle all Vietnam company incorporation issues case-by-case.
After the Vietnam company incorporation, LTS LAW could further assist you in proceeding with any additional registration if so required by law.
Yes, we do. LTS LAW does provide Vietnam company secretary services to its clients as part of its consulting services. Unlike other jurisdictions, a company in Vietnam is not required to appoint a qualified company secretary.
We can handle your Vietnam company’s statutory compliance matters by informing the shareholders and the director of the Vietnam company about due dates, maintaining statutory registers company documents, and preparing corporate documents if required.
No, it will take not that much time if you hire LTS LAW to help you proceed with the registration. When you want to register a mandatory change to your company’s Investment Registration Certificate (IRC) or Enterprise Registration Certificate (ERC), send relevant details to us and we will do the rest for you.
Yes, it is. A Vietnam company can hire foreign employees as long as they can qualify for a Vietnam work permit or Vietnam work permit exemption under Vietnamese laws.
Make a company stamp and file a notice of stamp sample with the relevant Department of Planning and Investment
Conduct the initial tax registration with the local tax authority
Open your Vietnam company’s bank accounts, i.e., a foreign direct investment account, VND current accounts, and current accounts in other currencies
File a notice of such corporate account details with the local Department of Planning and Investment
Inject the registered capital into the foreign direct investment account within 90 days of the incorporation date
Make a company sign (company name, tax code & address are required)
Apply for sub-licenses, if your business activities require them
Apply for a Vietnam investment visa or Vietnam working visas for you and foreign employees
Prepare and file periodic tax returns, annual financial statements
Pay taxes, if any (CIT, PIT, VAT, fixed annual license tax)
Make compulsory insurance contributions in Vietnam
And other tasks, as the case may be
It takes us three weeks to help you form a Vietnam company. The breakdown of the timelimit is as follows: the first two weeks for obtaining an Investment Registration Certificate (IRC) and another one week to get an Enterprise Registration Certificate (ERC).
However, the starting point of the timelimit much depends on the availability of the details and documents to be provided by you.
Yes, of course. Upon registering a Vietnam company with LTS LAW, we will free advice about relevant periodic compliance issues, mandatory filings, and corresponding due dates. You will receive emails or notices from us.
Yes, it is. 100% foreign ownership is allowed for most business activities, except for certain ones that require certain percentage of local ownership in Vietnam companies. We will advise you about this respect on a case-by-case basis.
A large majority of foreign-invested companies formed in Vietnam are in the form of the limited liability company. It is ideal for foreigners who want the benefits of limited liability but keep the flexibility of a traditional partnership.
Besides, the form of the single-member limited liability company facilitates foreign companies wishing to establish a company in Vietnam with 100% control.
This is also a common company structure for foreign owners in Vietnam because it allows the sharing of profits between shareholders and keeps shareholders restricted from financial liability. The shareholders will only bear responsibility for the Vietnam company’s debts and financial obligations to the extent of their shares and thus, their assets will be protected.
In addition to various ways of fundraising such as debts/ loans and private equity (PE) fundraising that a Limited Liability Company can do, a Joint-Stock Company can raise funds by selling stock in public offerings (initial public offering (IPO), secondary public offering).
Only one Director and you can hire as many Deputy Directors as necessary. The Director is not required to be a local person and must be at least 18 years of age or above. Vietnamese citizens or foreigners can hold this position.
When incorporating a company in Vietnam, you create a legal entity that has certain rights and obligations under Vietnamese laws. It has a distinct identity from its shareholders.
The process of Vietnam Company Formation always has two steps: registration of investment project (to obtain an Investment Registration Certificate) and registration of Vietnam company (to get an Enterprise Registration Certificate).
Yes, of course. Like other jurisdictions, Vietnam permits foreigners to become shareholders and directors of companies established in Vietnam. You can be the only director or hire another person to hold the position as a foreigner. There is no requirement to have any local directors.
You can be a shareholder as well. A Vietnam company must have at least one shareholder (and as many as 50) if it is a limited liability company or at least three shareholders if it is a joint-stock company. A shareholder can be an individual or a corporate entity.
Once all the documents are ready, it takes us less than three (3) weeks to set up a Vietnam company. The starting point of the time limit mostly depends on when you are comfortable providing all the company details and documents in hard copy as required by us.
Tax Reporting Services
A company in Vietnam has to prepare and file quarterly tax reports within 30 days of the end of the relevant quarter.
It also has to prepare and file an audited annual financial statement within 90 days of the end of the relevant fiscal year.
The fiscal year in Vietnam is the fiscal accounting period of a company for up to 12 months. In Vietnam, you can choose from four fiscal year periods:
- January 1 to December 31
- April 1 to March 31
- June 1 to May 31
- October 1 to September 31
By April 1 each year, companies in Vietnam must file their annual financial statements for the previous year. An annual financial statement must include:
- Balance sheet
- Profit & loss report
- Cash flow report
- Note of financial statement
Of note, an annual financial statement of a foreign-owned company must be audited by an independent auditing company licensed to operate in Vietnam. The accounting records must be kept in the currency of VND and written in Vietnamese.
- Deadlines for tax declaration and payment
- Deadline for filing of annual audited financial statements
- Deadline for filing of statistics reports
- Deadline for filing of FDI reports
- Deadline for filing of labor-and-salary-related reports
Failure to do this can result in fine or non-monetary penalties imposed by the relevant State agencies. The seriousness of your breach will partly depend on the number of days during which the filings are delayed.
All foreign-invested companies incorporated in Vietnam have to file their tax reports and audited annual financial statements using software licensed by the General Department of Taxation of Vietnam.
Yes, of course. LTS LAW is an active member of a unified group consisting of a law firm, a bookkeeping & accounting company, and an auditing company. We do provide these services at very competitive prices. We have built a robust client database and they are entirely pleased with the readiness and quality of our services.
For the following reasons:
- You are an expert in your industry and very unlikely to have experience and training as our accountants
- You will have time to focus on what you are good at
- You can save up to 35% of the costs in comparison of the cost of hiring a full-time accountant
- You can minimize the risk of making mistakes when preparing accounting reports
- You can get valuable accounting & tax advice from us
- We can help you lower your tax burden because our accountants have many years of experience and training
You have to select a trustworthy Vietnam tax-reporting & accounting service provider, like LTS LAW. You will have more time and save more money when you don’t have to hire and train your employees to be an accountant for your Vietnam company.
Our team of seasoned accountants at LTS LAW helps you submit accurate and timely reports. We always use the latest licensed accounting software to process your messages and data securely confidentially.
Yes, of course. It is possible to send money overseas from Vietnam in many legal ways, such as for payments for legally imported goods, services provided abroad, repayment of loans or interest on the loan, payment of dividends, and disposal of capital. The appropriate documentation proving the remittance purpose must be duly obtained and presented to your bank in Vietnam.
Yes, there only are certain types of donations that are accepted as deductible expenses, i.e., those for education, health care, natural disaster, building charitable homes for the poor, or scientific research.
Such deductible expenses must be adequately supported by documentation (including bank transfer slips where the invoice value is VND20 million or more).
Vietnam Immigration Services
Under the new law on immigration which became effective on July 1st, 2020, foreign shareholders who invest VND 3,000,000,000 (around US$ 130,000) or more into their Vietnam company can get a 2-3 year Temporary Residence Card, which also can be renewed afterward. In addition, they can obtain Temporary Residence Cards for their dependents.
Those who invest less than such an amount can only obtain a 1-year investment visa and cannot obtain 1-year visas for their dependents.
It will take us about one week to get a Temporary Residence Card.
Yes, you absolutely can. Your Vietnam company can sponsor your Vietnam Investment Visa or Vietnam Working Visa. Upon obtaining the Vietnam Investment Visa or Vietnam Working Visa, you may apply for a Temporary Residence Card (TRC) and it can be renewed upon its expiry. This Temporary Residence Card (TRC) will also serve as a long-term visa.
No, you cannot. Work Permit Exemption and Temporary Residence Card are issued per one specific company. You can only work for an employer (your Vietnam company) that has sponsored your visa.
No, you don’t. An individual shareholder like you does not need to obtain a Vietnam work permit to work for your Vietnamese company. However, you need to apply for a Vietnam Work Permit Exemption instead. It’s a special Vietnam working visa issued to foreign shareholders of Vietnamese companies. It allows you to work exclusively for your company. It’s valid for 1 to 2 years and can be renewed afterward.
If you are a shareholder of a Vietnam company, you are not required to apply for a Vietnam Work Permit to work for your Vietnam company. Instead, you must apply for a Vietnam Work Permit Exemption with the term of up to 2 years and can be renewed upon its expiry.
Your Vietnamese company must obtain Vietnam Work Permits for any other foreigners who work for your Vietnamese company, except for cases where such employees are also exempt from Vietnam Work Permits (in that case, they must obtain Vietnam Work Permit Exemptions instead).
It’s a type of investment visa just issued to a foreign shareholder of a Vietnam company whose name appears on an Investment Registration Certificate (IRC) or an Enterprise Registration Certificate (ERC).
It’s a working visa sponsored by a specific Vietnam company, enabling such a company to invite foreign professionals to enter Vietnam and work for the inviting company. It allows you to work exclusively for that company, live, and bring your family to Vietnam. The length of the labor contract determines its duration but, in any case, is no more than two (2) years long.
If you are a shareholder of a Vietnam company, you must obtain a Vietnam Work Permit or Vietnam Work Permit Exemption before applying for a Vietnam Working Visa.
If you are not a shareholder and want to work for a specific Vietnam company, you must have an offer of employment to fill a genuine job vacancy of that Vietnam company. The sponsoring company must apply for a Vietnam Work Permit for you before you can obtain a Vietnam Working Visa.
To get a Vietnam Work Permit, you need to qualify for the job, which means your health, background, experience, and education in the relevant field, and clean criminal record must meet the requirements of the Vietnamese laws.
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